...command-plan economy in which market mechanism are replaced by a centralized state authority into a market economy with socialist orientation through launching a political and economic reform so-called “renovation campaign” which is often understood by foreign scholars. This reform aimed to liberalize the economy as well as encourage the potential for the development of national economy such as the private economic sectors and foreign investment including foreign-owned enterprises. To boost economic development, the Enterprises Law 1999 (the National Assembly, 1999) was enacted, though it only dealt with domestic investors, being the first real step towards corporate governance and creating a legal framework for an efficient regime of corporate governance. It also can be argued that the history of corporate governance in Vietnam started with the formation of the stock market, as just one year after issuing the Enterprises Law 1999, the establishment of the stock market was marked by the official operation of Ho Chi Minh City Securities Trading Centre in 2000. However, from...
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...1/22/2013 Suneel Younis Mughal Ub 300 92 001 1.0 Corporate Governance Corporate Governance practice aim to ensure that the board is accountable to stakeholders, especially shareholders, and that management is accountable to the board (Lipton, Herzberg & Welsh, 2010).It is helpful to an understanding of corporate governance to appreciate that it is concerned with how corporate entities are governed as distinct from the way the businesses within those entities are managed. Governance relates to where the company is going. Management is concerned with getting the company there. This distinction is central is determining the role and function of the board and its relationship with management (Lipton et al., 2003). In the ASX Corporate Governance is described as “the framework of rules, relationships, systems and processes within and by which authority is exercised and controlled in corporations. It encompasses the mechanisms by which companies, and those in control, are held to account. Corporate governance influence how the objectives of the company are set and achieved, how risk is monitored and assessed, and how performance is optimised (Lipton et al., 2003). There is no single model of good corporate governance. The eight core principles that the ASX Corporate Governance Council believes underlie good corporate governance. 1. Lay solid foundation for management and oversight-Fundamental to any corporate governance structure is establishing the roles of senior executives...
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...applying the legal principles of business management is essential. An effective manage has to quickly and precisely analyze each situation and be able to find the problem and fix it with the best legal solution. Businesses need and manager’s a like need a legal road map that will help them make these important decisions effectively. A good example of this is the legal road map challenges facing Riordan Manufacturing. Riordan is an international plastics manufacturer with 550 employees and $46million in projected annual revenues (University of Phoenix, 2012). Riordan which was founded in 1991 by Dr. Riordan with patent awards prom processing polymers into strong plastic substrates has seen substantial growth since its beginning. The company’s main focus is on manufacturing and selling plastic beverage bottles, custom plastic parts, and plastic fan parts. Riordan is now a global competitor in the plastics market and its projected annual earnings are expected to be around $46 million. Riordan recently made a decision to move its operations from Hangzhou to Shanghai within five years. This move will help facilitate Riordan Manufacturing and Riordan Industries with important strategic changes in their legal context. The following will analyze the legal environment containing opportunities and challenges that Riordan faces in the areas of alternative dispute resolution (ADR), enterprise liability, product liability, international law, intellectual and tangible property, legal forms of...
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..._________________________________________ Page 6 – 7 Relevant Law & Analysis to article Lifecycle _______________________ Page 8 – 9 Self-assessment and feedback sheet _______________________________ Page 10 REFLECTIVE JOURNAL “CARBON COMPLEX” BY JOSEPHINE CLARKE ARTICLE INFORMATION: CARBON COMPLEX Author: JOSEPHINE CLARKE Publisher: FINANCIAL REVIEW Date Published: April 2011 Volume 12 SUMMARY: Author Josephine Clarke’s article “Canbon Complex”, illustrated the management and approach to control, manage two of the Australia’s big steel manufacturers. The article relates to Onesteel’s CEO, Geoff Plummer and BlueScope Steel’s Paul O’Malley. It emphasizes how the different bosses with very different styles, and management approach bring the major step into the company’s evolution. Therefore, the writer has implicated the various measurements of Onesteel and BlueScope to ensure high standards of corporate governance apply within the organization. A framework of rules and practices by...
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...to consider before making a decision, leaders must have some form of guideline to help them make choices that reflect responsibility and accountability. The creation and implementation of an official corporate governance policy and internal practice will lead to these critical decisions being made with the good of the whole in mind. Corporate governance can be defined “as a relationship between a corporation and its shareholders” (Cross & Miller, 2012, p. 644). It is also a system of checks and balances between the board, management, and investors to create an efficient and functional business with long term viability and value ("Corporate Governance Best Practices," 2002, p. 8). The concept of adopting a formalized process should be fairly evident. Corporate scandals such as Enron and WorldCom devastated entire corporations as well as national and world financial crisis created by banking and mortgage industries. The government has stepped in and enacted legislation such as Sarbanes-Oxley in an attempt to prevent future occurrences, but is this going to be enough? Corporate governance requires self-regulation and ownership and the decisions of a few that could potentially affect thousands needs to be subjected to a formalized review process. Corporate governance may be set up in three areas:...
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...Information governance reference model (IGRM) as a basic to build a strategy. () stated that IT play the different significant role within the IG program. The IGRM model designed by EDRM, which provides theoretical Framework to encourage unified IG, as well as advocate policy and process integration for information stakeholders. Especially in, IT, Business, Security and Records and information management. This integration is aim to bring transparency to stakeholders and be able to identify the value and duty of information at any time. Furthermore, this framework contributes more communication and cooperation among stakeholders, the ultimate benefit is to keep crucial information security within the organization, reduce information costs,...
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...School of Business Assignment Cover Sheet School of Business Assignment Cover Sheet STUDENT INFORMATION STUDENT ID | 30106245 | SURNAME | BANDRADDI | PHONE NO. | 0414985393 | GIVEN NAMES | VINOD KUMAR | E-MAIL | Vinod887@hotmail.com | Instructions for submission are found in the unit description. Assignments with Cover Sheets not signed at the bottom will be returned unmarked and may then incur a penalty for late submission. ASSESSMENT INFORMATION UNIT NAME | Corporate Law | UNIT CODE | BULAW5915 | ASSIGNMENT DETAILS (title) | Assignment On Corporate Governance | LECTURER / TUTOR’S NAME | Anwar Chowdhury | Campus / Provider | University of Ballarat, Sydney | DUE DATE | 18th May,2012 | SUBMITTED ON | 18th May,2012 | PLAGIARISM The School of Business and the University regards as a very serious matter the action of a student who acts dishonestly or improperly, including plagiarism or cheating, in connection with his or her academic work. Under University Regulation 6.1.1 “Plagiarism” is defined as “…the presentation of the works of another person / other persons as though they are one's own by failing to properly acknowledge that person / those persons”. Plagiarism may take many forms including: * direct copying of sentences, paragraphs or other extracts from someone else’s published work (including on the Internet and in software) without acknowledging the source; * paraphrasing someone else’s words without acknowledging...
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...1.0 Introductions 2.0 Literature review 3.0 Background and history of Development CG The term of corporate governance not just been introduced but it also drew attention of the public about the weaknesses of Malaysian corporate governance practice due to the Asian Financial Crisis in 1997. After 1998, the government of Malaysia decided to adopt the corporate reforms to enhance the quality of good corporate governance practice in the country. The main sources of the Corporate Governance reforms agenda in Malaysia other than Malaysian Code on Corporate governance are the Capital Market Master Plan (CMP) and also Financial Sector Master Plan (FSMP). This sources provides guidelines on the principles and best practices in corporate governance and the direction for the implementation as well as charts for the future prospects of corporate governance in Malaysia. Malaysian Code on Corporate Governance is an initiative that established by the Financial Committee on Corporate in 1998. This committee is consists of both government and also industry. MCCG was introduced on March 2000. This code brought a systematical change in structure of public and also private corporation. The principles underlying the report focus on four areas which are board of directors, directors’s remuneration, shareholders and accountability and audit. Compliance with the code is not mandatory. However, the listed companies in Bursa Malaysia are required to prepare their annual report on how they have...
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...supermarkets, convenience stores, pharmacy benefit managers and other mail order prescription providers, Internet pharmacies and ambulatory care health providers. A primary component of the Company's human resources strategy to ensure high caliber leadership is the identification, recruitment, development and placement of key management and business talent. The Rite Aid Board of Directors (the "Board") and executive management team believe that a crucial aspect of executing this strategy is a comprehensive, integrated and straightforward executive compensation platform that provides competitive and differentiated levels of pay based on corporate and individual performance while reinforcing the alignment of executive interests with those of stockholders. When a company is facing issues dealing with corporate compliance, implementing a system to deal with the compliance and corporate governance issues is the best opportunity for the company. The company should develop a process to analyze alternatives and integrate the appropriate opportunity into the company's system. The company will begin by developing an internal control and corporate governance system. This process includes defining and implementing compliance steps and process. Next, the company will recommend a...
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...Best Practices: Nonprofit Corporate Governance One of the most significant and valuable developments of the post-Sarbanes-Oxley Act environment has been the emergence of governance “Best Practices” proposals designed to enhance and improve corporate responsibility and governance. These proposals have come from a wide variety of sources, ranging from self-regulatory agencies (e.g., NYSE, NASDAQ) and business groups (e.g., The Business Roundtable, The Conference Board, National Association of Corporate Directors) to professional associations (e.g., the American Bar Association) and major corporations (e.g., General Electric, WorldCom, TIAA/CREF). While most of these Best Practices proposals have been recommended for adoption by public companies, their relevance as an aspirational goal for nonprofit corporations and non-public companies is widely recognized. From these and other resources, we have developed the following set of guidelines as “food for thought” concerning governance “Best Practices” to assist nonprofit corporations in responding to the current “corporate responsibility” environment. To set the proper perspective, a few important caveats are in order. First, these are Best Practices guidelines, and do not in most instances, reflect current legal requirements. Instead, the guidelines reflect our perspective on evolving trends in nonprofit governance and law. In many circumstances, adoption of, and adherence to, “Best Practices” may reduce a nonprofit corporation’s...
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...Without an effective plan a business will have no clear direction. With no direction a business will surely be in legal turmoil. Once in legal turmoil, a business will fail. Business Overview Riordan Manufacturing is a global plastics manufacturer employing 550 people with projected annual earnings of $46 million. The company is wholly owned by Riordan Industries, a Fortune 1000 enterprise with revenues in excess of $1 billion. Its products include plastic beverage containers produced at its plant in Albany, Georgia, custom plastic parts produced at its plant in Pontiac, Michigan, and plastic fan parts produced at its facilities in Hangzhou, China. The company's research and development is done at the corporate headquarters in San Jose. Riordan's major customers are automotive parts manufacturers, aircraft manufacturers, the Department of Defense, beverage makers and bottlers, and appliance manufacturers. Legal Liability of Administration Riordan Manufacturing’s Corporate Compliance plan is for all employees. Compliance with the program starts with the officers and directors of Riordan. All employees of Riordan are expected to follow the set standards. The administration of Riordan is no exception to the set standards. The Corporate Compliance Plan will focus on the liability of the officers and directors of Riordan Manufacturing. Legal Options When legal problems arise for Riordan Manufacturing, the easiest and cost effective method will be used. When applicable, Alternative...
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...Manual of Corporate Governance SEC Securities and Exchange Commission of Pakistan This manual is for reference only and does not constitute any legal requirement on companies, their officers, directors or auditors. This manual may be used for guidance and compliance must be ensured with the provisions of applicable laws and regulations. CONTENTS I. II. INTRODUCTION WHAT IS CORPORATE GOVERNANCE? (i) The Background (ii) Definition of Corporate Governance (iii) The Benefits of Corporate Governance (iv) The Pakistani Corporation (v) The Origins of Corporate Governance in Pakistan THE NEED FOR CORPORATE GOVERNANCE THE STAKEHOLDERS (i) General (ii) Shareholders (iii) Directors (iv) Employees (v) Creditors PROMOTING REFORM AND SHAREHOLDER ACTIVISM ROLE AND RESPONSIBILITIES OF DIRECTORS AND MANAGERS (i) Directors and Managers Distinguished (ii) Appointment and Proceedings of Directors (iii) Fiduciary Duties (iv) Powers and Responsibilities of Directors (v) Liability of Directors (vi) Executive and the Non-executive Directors (vii) The CEO 1 3 3 4 7 8 10 12 17 17 19 20 20 21 22 26 26 26 32 38 42 42 45 III. IV. V. VI. (viii) (ix) (x) (xi) The Company Secretary The CFO Internal Control System Reporting Requirements 47 49 49 50 VII. SCRUTINIZING FINANCIAL STATEMENTS - WHAT EVERY DIRECTOR SHOULD KNOW (i) General (ii) Liability of Directors (iii) Preparation of Financial Statements (iv) Tools for Directors' Review (v) How to Prevent Misleading and Fraudulent...
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...1. The corporate governance structure of combined stock corporations in a specified country is dogged by several factors: the legal and regulatory framework outlining the truths and responsibilities of all parties involved in corporate governance the de facto realities of the corporate environment in the country; and each corporation’s articles of association. While corporate governance supplies may vary from corporation to corporation, several de facto and de jure factors touch corporations in a similar way. Therefore, it is possible to outline a "model" of corporate governance for a given country. In each country, the corporate governance structure has certain features or basic elements, which distinguish it from structures in other countries. To date, scientists have identified three models of corporate governance in developed capital markets. These are the Anglo-US model, the Japanese model, and the German model. Each model identifies the following constituent elements: key players in the corporate environment; the share ownership pattern in the given country; the composition of the board of directors. The regulatory framework disclosure requirements for publicly-listed Stock Corporation. The corporate actions requiring shareholder support and interaction among the key players Most corporate governance structures are comprised of a board of directors, an executive management team, and departments that may be organized according to function, division, or a combination...
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...Good corporate governance Corporate governance is the set of processes, customs, policies, laws and institutions affecting the way in which a corporation is directed, administered or controlled. Corporate governance also includes the relationships among the many players involved (the stakeholders) and the goals for which the corporation is governed. The principal players are the shareholders, management and the board of directors. Other stakeholders include employees, suppliers, customers, banks and other lenders, regulators, the environment and the community at large. Corporate governance is a multi-faceted subject. An important theme of corporate governance deals with issues of accountability and fiduciary duty, essentially advocating the implementation of policies and mechanisms to ensure good behavior and protect shareholders. Another key focus is the economic efficiency view, through which the corporate governance system should aim to optimize economic results, with a strong emphasis on shareholders welfare. Board members and those with a responsibility for corporate governance are increasingly using the services of external providers to conduct anti-corruption, auditing, due diligence and training. corporate governance means two things • The processes by which all companies are directed and controlled. • A field in economics, which studies the many issues arising from the separation of ownership and control. ...
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...Corporate Governance What is Corporate Governance? Corporate governance is the set of processes, customs, policies, laws, and institutions affecting the way a corporation is directed, administered or controlled. Corporate governance also includes the relationships among the many stakeholders involved and the goals for which the corporation is governed. The principal stakeholders are the shareholders, management, and the board of directors. Other stakeholders include labor(employees), customers, creditors (e.g., banks, bond holders), suppliers, regulators, and the community at large. Objectives & Principles : Corporate governance is a major concern in the Asia and Pacific region, especially in the aftermath of the 1997 Asian financial crisis. The size and frequency of recent corporate governance debacles show that poor governance is not only a formidable hurdle to surmount but is also at the forefront of economic development issues. Ten core principles have been listed by Asian Development Bank (ADB). An attempt has been made to model the principles in a manner consistent with global best practice. Principle 1: Performance Orientation The principal objective of business enterprises is to enhance economic value for all shareholders by making the most efficient use of resources. A company that meets this shareholder value creation objective will have greater internally generated resources, improving its prospects for meeting its environmental, community, and social...
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